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Name | Symbol | Market | Type |
---|---|---|---|
KB Financial Group Inc | NYSE:KB | NYSE | Depository Receipt |
Price Change | % Change | Price | High Price | Low Price | Open Price | Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-1.00 | -1.86% | 52.68 | 52.85 | 52.17 | 52.78 | 95,144 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2017
Commission File Number: 000-53445
KB Financial Group Inc.
(Translation of registrants name into English)
84, Namdaemoon-ro, Jung-gu, Seoul 04534, Korea
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note : Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note : Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrants home country), or under the rules of the home country exchange on which the registrants securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrants security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
2. Exhibit 99.1 KB Financial Group Review Report for the First Half of 2017 (Consolidated) |
||
3. Exhibit 99.2 KB Financial Group Review Report for the First Half of 2017 (Separate) |
2
1. | 5 | |||||
1.1. | 5 | |||||
1.2. | 5 | |||||
1.3. | 7 | |||||
1.4. | 8 | |||||
1.5. | 9 | |||||
2. | 10 | |||||
2.1. | 10 | |||||
2.2. | 11 | |||||
2.3. |
Other Information to Consider in Making an Investment Decision |
13 | ||||
3. | 16 | |||||
3.1. | 16 | |||||
3.2. | 19 | |||||
3.3. | 21 | |||||
3.4. | 24 | |||||
4. | 25 | |||||
4.1. | 25 | |||||
4.2. |
Public Company Accounting Oversight Board (PCAOB) Audit Services |
25 | ||||
5. | 26 | |||||
5.1. | 26 | |||||
5.2. | 26 | |||||
5.3. | 26 | |||||
5.4. | 28 | |||||
6. | 29 | |||||
6.1. | 29 | |||||
6.2. | 29 | |||||
6.3. | 29 | |||||
6.4. | 29 | |||||
6.5. | 31 | |||||
7. | 32 | |||||
7.1. | 32 | |||||
7.2. | 32 | |||||
7.3. | 32 | |||||
7.4. | 33 | |||||
7.5. | 34 |
3
Summary of 2017 First Half Business Report
On August 14, 2017, KB Financial Group Inc. (KB Financial Group) filed its business report for the first half of 2017 (the Business Report) with the Financial Services Commission of Korea and the Korea Exchange. This is a summary of the Business Report translated into English.
Except where indicated otherwise, financial information contained in this summary has been prepared in accordance with the Korean equivalent of International Financial Reporting Standards (K-IFRS), which differ in certain important respects from generally accepted accounting principles in the United States.
All references to KB Financial Group, we, us or the Company are to KB Financial Group and, unless the context requires otherwise, its subsidiaries. In addition, all references to Won or KRW in this document are to the currency of the Republic of Korea.
4
1. | Introduction to the Company |
1.1. | Business Purpose |
KB Financial Group is a financial holding company that was established in September 2008. Its main business purpose is to hold shares in companies that are engaged in financial or related services, as well as govern and manage such companies. Its consolidated subsidiaries are primarily engaged in the banking business, as well as the credit card business, the financial investment business, the insurance business and other related businesses.
1.2. | History |
| September 26, 2008 |
Obtained final approval from the Financial Services Commission to establish a financial holding company
| September 29, 2008 |
Establishment of the Company through a comprehensive stock transfer and listing on the New York Stock Exchange
| October 10, 2008 |
Listing on the Korea Exchange
| October 20, 2008 |
The largest shareholder of the Company changed from the Korean National Pension Service to ING Bank N.V.
| October 31, 2008 |
The largest shareholder of the Company changed from ING Bank N.V. to the Korean National Pension Service
| May 4, 2009 |
Added Kookmin Bank Cambodia PLC as a second-tier subsidiary
| June 22, 2009 |
Added KB Life Insurance Co., Ltd., formerly a second-tier subsidiary, as a first-tier subsidiary
| September 28, 2009 |
Added Burrill-KB Life Sciences Fund as a second-tier subsidiary
| December 1, 2009 |
Added KB-Glenwood Private Equity Fund No.1 as a second-tier subsidiary
| January 22, 2010 |
The largest shareholder of the Company changed from the Korean National Pension Service to ING Bank N.V.
| July 6, 2010 |
Added KBIC No.3 PEF as a second-tier subsidiary
| December 13, 2010 |
5
Added KoFC KBIC Frontier Champ 2010-5 PEF as a second-tier subsidiary
| March 2, 2011 |
Added KB Kookmin Card Co., Ltd. as a first-tier subsidiary
| March 14, 2011 |
KB Futures Co., Ltd. was merged into KB Investment & Securities Co., Ltd.
| July 8, 2011 |
The largest shareholder of the Company changed from ING Bank N.V. to the Korean National Pension Service
| November 12, 2011 |
Closed KB Investment & Securities Hong Kong Ltd.
| January 13, 2012 |
Added KB Savings Bank Co., Ltd. as a first-tier subsidiary
| May 11, 2012 |
Added KoFC POSCO HANWHA KB Shared Growth No. 2. Private Equity Fund as a second-tier subsidiary
| June 8, 2012 |
Liquidated Burrill-KB Life Sciences Fund Ltd.
| July 2, 2012 |
Added KoFC Value-up Private Equity Fund as a second-tier subsidiary
| October 10, 2012 |
Added Kookmin Bank (China) Ltd. as a second-tier subsidiary
| June 20, 2013 |
Acquired the remaining shares of KB Life Insurance Co., Ltd., which increased the Companys shareholding to 100%
| September 2, 2013 |
Added Yehansoul Savings Bank as a first-tier subsidiary
| January 13, 2014 |
Yehansoul Savings Bank was merged into KB Savings Bank Co., Ltd.
| March 20, 2014 |
Added KB Capital Co., Ltd. (KB Capital) as a first-tier subsidiary
| July 2, 2014 |
Added Korea GCC Global Cooperation Private Equity Fund as a second-tier subsidiary
| June 24, 2015 |
Added KB Insurance Co., Ltd. (KB Insurance) as a non-consolidated first-tier subsidiary
| November 23, 2015 |
Acquired additional shares of KB Insurance, which increased the Companys shareholding from 19.47% to 33.29%
| May 31, 2016 |
Added Hyundai Securities Co., Ltd. (Hyundai Securities) as a non-consolidated first-tier subsidiary
| June 21, 2016 |
6
Disposed of LIG Investment & Securities, Co., Ltd., a second-tier subsidiary
| June 28, 2016 |
Acquired treasury shares of Hyundai Securities, which increased the Companys equity ownership in Hyundai Securities from 22.56% to 29.62%
| September 9, 2016 |
Liquidated NPS-KBIC No. 1 Private Equity Fund
| November 29, 2016 |
Established KB Golden Life Care Co., Ltd. as a second-tier subsidiary
| December 22, 2016 |
Established KB Private Equity Fund III as a second-tier subsidiary
| December 30, 2016 |
Purchased new shares of KB Insurance in a rights offering, which increased the Companys shareholding in KB Insurance from 33.29% to 39.81%
| December 30, 2016 |
Merged KB Investment & Securities with and into Hyundai Securities, with Hyundai Securities as the surviving entity, then changed its name to KB Securities Co., Ltd.
| February 8, 2017 |
Added KB KOLAO LEASING Co., Ltd. as a second-tier subsidiary
| March 8, 2017 |
Added KB Microfinance Myanmar Co., Ltd. as a second-tier subsidiary
| March 22, 2017 |
Liquidated KBIC Private Equity Fund No. 3, a second-tier subsidiary
| May 19, 2017 |
Conducted a tender offer, which increased the Companys shareholding in KB Insurance from 39.81% to 94.30%
| May 19, 2017 |
Conducted a tender offer, which increased the Companys shareholding in KB Capital from 52.02% to 79.70%
1.3. | Overview of the Business Group |
(As of June 30, 2017)
|
||||||
Type |
Name of Company |
Controlling Company |
Remarks |
|||
Holding Company | KB Financial Group | | Listed | |||
1st Tier Subsidiaries | Kookmin Bank | KB Financial Group | Not listed | |||
KB Securities Co., Ltd. | KB Financial Group | Not listed | ||||
KB Insurance Co., Ltd. | KB Financial Group | Listed | ||||
KB Kookmin Card Co., Ltd. | KB Financial Group | Not listed | ||||
KB Life Insurance Co., Ltd. | KB Financial Group | Not listed | ||||
KB Asset Management Co., Ltd. | KB Financial Group | Not listed | ||||
KB Capital Co., Ltd. | KB Financial Group | Listed | ||||
KB Savings Bank Co., Ltd. | KB Financial Group | Not listed | ||||
KB Real Estate Trust Co., Ltd. | KB Financial Group | Not listed |
7
KB Investment Co., Ltd. | KB Financial Group | Not listed | ||||
KB Credit Information Co., Ltd. | KB Financial Group | Not listed | ||||
KB Data Systems Co., Ltd. | KB Financial Group | Not listed | ||||
2nd Tier Subsidiaries | Kookmin Bank International Ltd. | Kookmin Bank | Not listed (Overseas) | |||
Kookmin Bank Cambodia PLC | Kookmin Bank |
Not listed
(Overseas) |
||||
Kookmin Bank (China) Ltd. | Kookmin Bank |
Not listed
(Overseas) |
||||
KB Microfinance Myanmar Co., Ltd. | Kookmin Bank |
Not listed
(Overseas) |
||||
Hyundai Savings Bank Co., Ltd. | KB Securities | Not listed | ||||
Hyundai Asset Management Co., Ltd. | KB Securities | Not listed | ||||
KBFG Securities America Inc. | KB Securities |
Not listed
(Overseas) |
||||
KB Securities Hong Kong Ltd. | KB Securities |
Not listed
(Overseas) |
||||
Hyundai-Tongyang Agrifood Private Equity Fund | KB Securities | Not listed | ||||
Keystone-Hyundai Securities No. 1 Private Equity Fund | KB Securities | Not listed | ||||
KB-IGen Private Equity Fund No.1 | KB Securities | Not listed | ||||
KB Private Equity Fund III | KB Securities | Not listed | ||||
KB Claims Survey & Adjusting Co., Ltd. | KB Insurance | Not listed | ||||
KB Sonbo CNS | KB Insurance | Not listed | ||||
Leading Insurance Services, Inc. | KB Insurance |
Not listed
(Overseas) |
||||
LIG Insurance (China) Co., Ltd. | KB Insurance |
Not listed
(Overseas) |
||||
PT. Kookmin Best Insurance Indonesia | KB Insurance |
Not listed
(Overseas) |
||||
KB Golden Life Care Co., Ltd. | KB Insurance | Not listed | ||||
KB Kolao Leasing Co., Ltd. | KB Capital | Not listed (Overseas) | ||||
KoFC KBIC Frontier Champ 2010-5 PEF | KB Investment | Not listed | ||||
KoFC POSCO HANWHA KB Shared Growth No. 2. Private Equity Fund | KB Investment | Not listed | ||||
KoFC Value-up Private Equity Fund | KB Investment | Not listed | ||||
1.4. | Capital Structure |
1.4.1. | Common Shares |
Capital Increase
Not included in half-year business reports.
Number of Shares
8
(As of June 30, 2017) |
(Unit: shares)
|
|||||||||||
Type | ||||||||||||
Common Stock | Other Stock | Total | ||||||||||
Shares Authorized for Issuance |
1,000,000,000 | | 1,000,000,000 | |||||||||
Shares Issued (A) (1) |
418,111,537 | | 418,111,537 | |||||||||
Treasury Stock (B) (1) (2) |
21,546,313 | | 21,546,313 | |||||||||
Shares Outstanding (A-B) |
396,565,224 | | 396,565,224 |
(1) | On July 7, 2017, the Company disposed of 4,438,230 treasury shares in connection with stock swaps conducted with respect to its subsidiaries KB Insurance and KB Capital. |
1.4.2. | Voting Rights |
1.5. | Dividends |
Not included in half-year business reports.
9
2. | Business |
2.1. | Results of Operations |
10
2.2. | Sources and Uses of Funds |
2.2.1. | Sources of Funds |
Note: Based on K-IFRS (on a consolidated basis)
11
2.2.2. | Uses of Funds |
Note: Based on K-IFRS (on a consolidated basis)
12
2.3. | Other Information to Consider in Making an Investment Decision |
2.3.1. | Capital Adequacy |
KB Financial Group Capital Adequacy Ratio |
(Unit: in billions of Won, %) | |||||||||||
As of June 30, 2017 (1) | As of December 31, 2016 | As of December 31, 2015 | ||||||||||
Total capital (A) |
32,487 | 31,103 | 29,140 | |||||||||
Risk-weighted assets (B) |
209,987 | 203,649 | 188,213 | |||||||||
BIS ratio (A/B) |
15.47 | 15.27 | 15.48 |
*Note: Calculated in accordance with Basel III
(1) | Preliminary figures |
Kookmin Bank Capital Adequacy Ratio | (Unit: in billions of Won, %) | |||||||||||
As of June 30, 2017 (1) | As of December 31, 2016 | As of December 31, 2015 | ||||||||||
Total capital (A) |
25,607 | 24,579 | 23,686 | |||||||||
Risk-weighted assets (B) |
154,834 | 150,649 | 147,973 | |||||||||
BIS ratio (A/B) |
16.54 | 16.32 | 16.01 |
*Note: Calculated in accordance with Basel III
(1) | Preliminary figures |
KB Securities Net Capital Ratio | (Unit: in billions of Won, %) | |||||||||||
As of June 30, 2017 (1) | As of March 31, 2017 | As of December 31, 2016 | ||||||||||
Net Operating Capital (A) |
2,962 | 2,926 | 2,844 | |||||||||
Total amount at risk (B) |
952 | 899 | 866 | |||||||||
Maintenance equity margin (C) |
134 | 134 | 134 | |||||||||
Net capital ratio (A-B)/(C) |
1,495.80 | % | 1,507.82 | % | 1,471.73 | % | ||||||
Capital surplus (A-B) |
2,010 | 2,027 | 1,978 |
*Note: Amended calculation standards apply starting in January 2016
(1) | Preliminary figures |
KB Insurance Risk-based Capital
(RBC) Ratio |
(Unit: in billions of Won, %) | |||||||||||
As of June 30, 2017 (1) | As of December 31, 2016 (1) | As of December 31, 2015 | ||||||||||
Available capital (A) |
3,048 | 2,774 | 2,379 | |||||||||
Required capital (B) |
1,619 | 1,644 | 1,398 | |||||||||
RBC ratio (2) (A/B) |
188.3 | % | 168.7 | % | 170.2 | % |
(1) | Figures as of June 30, 2017 and December 31, 2016 are on a consolidated basis |
(2) | RBC ratio = available capital / required capital x 100 |
13
2.3.2. | Credit Ratings |
14
2.3.3. | Early Retirement Program |
To enhance productivity by improving its labor structure, Kookmin Bank implemented a voluntary early retirement program following negotiations with its labor union.
Date of retirement |
Number of retired persons |
|
January 23, 2017 |
2,795 |
2.3.4. | Material Events Following the End of the Reporting Period |
In order to convert KB Insurance and KB Capital into our wholly-owned subsidiaries, we conducted tender offers for the common shares of each of KB Insurance and KB Capital in May 2017, pursuant to approval by our board of directors in April 2017. Subsequently, in July 2017, we conducted comprehensive stock swaps pursuant to which we acquired the remaining common shares of KB Insurance and KB Capital in exchange for our common shares.
15
3. | Financial Information |
3.1. | Consolidated Condensed Financial Information |
3.1.1. | Consolidated Statements of Financial Position |
16
Accumulated other comprehensive income related to disposal group held for sale |
(1,049 | ) | | | ||||||||
Retained earnings |
13,594,934 | 12,229,228 | 10,464,109 | |||||||||
Treasury shares |
(801,201 | ) | (721,973 | ) | | |||||||
Non-controlling interests |
306,793 | 263,359 | 222,101 | |||||||||
|
|
|
|
|
|
|||||||
Total equity |
32,878,028 | 31,261,403 | 28,902,722 | |||||||||
|
|
|
|
|
|
|||||||
Total liabilities and equity |
422,249,427 | 375,673,656 | 329,065,467 | |||||||||
|
|
|
|
|
|
|||||||
Number of consolidated companies |
221 | 196 | 83 |
17
3.1.2. | Consolidated Statements of Comprehensive Income |
18
3.2. | Separate Condensed Financial Information |
3.2.1. | Separate Statements of Financial Position |
19
3.2.2. | Separate Statements of Comprehensive Income |
20
3.3. | Other Selected Financial Data |
3.3.1. | Won-denominated Liquidity Ratio |
Notes:
| Based on K-IFRS (on a separate basis) |
| Calculated based on Won-denominated assets and liabilities due within one month |
3.3.2. | Selected ratios |
Note: Based on K-IFRS (on a consolidated basis)
21
3.3.3. | 20 Largest Exposures of Kookmin Bank by Borrower |
(As of June 30, 2017) | (Unit: in billions of Won) | |||
Company |
Credit extended | |||
Samsung Electronics Co., Ltd. |
1,409 | |||
Korea Securities Finance Corp. |
952 | |||
Kia Motors Corporation |
766 | |||
Hyundai Motor Company |
719 | |||
Hyundai Capital Services, Inc. |
614 | |||
LG Electronics Inc |
605 | |||
S-Oil Corporation |
524 | |||
Samsung Display Co., Ltd. |
497 | |||
GS Caltex Corporation |
484 | |||
Hyundai Steel Co., Ltd. |
475 | |||
Samsung Heavy Industries Co., Ltd. |
461 | |||
Shinhan Financial Group Co., Ltd. |
461 | |||
Airport Railroad Co., Ltd |
458 | |||
Hanwha Corporation. |
405 | |||
Hyundai Heavy Industries Co., Ltd. |
402 | |||
Shinsegae Inc. |
377 | |||
SK Energy Co., Ltd. |
376 | |||
LS-Nikko Copper Inc. |
371 | |||
Hankook Tire Co., Ltd. |
367 | |||
Posco Daewoo Corporation |
365 | |||
|
|
|||
Total |
11,087 | |||
|
|
22
3.3.4. | 10 Largest Exposures of Kookmin Bank by Chaebol Group |
3.3.5. | Kookmin Banks Loan Concentration by Industry |
23
3.3.6. | Top 20 Non-Performing Loans of Kookmin Bank |
3.4. | Other Financial Information |
See Exhibits 99.1 and 99.2 attached hereto for our consolidated and separate financial statements and relevant notes, which have been prepared in accordance with K-IFRS and reviewed by our independent auditors as stated in their review reports. The review reports will also be available on our website at www.kbfg.com .
24
4. | Independent Public Accountants |
4.1. | Audit / Review Services |
Period |
Auditor |
Activity |
Compensation
(1)
(in millions of Won) |
Accrued Time
(hours) |
||||||
January 1 to June 30,
|
Samil PricewaterhouseCoopers | Quarterly / first half and annual review & audit, review of internal accounting management system (including audit of internal control over financial reporting) | 856 | 3,440 | ||||||
January 1 to December 31, 2016 |
Samil PricewaterhouseCoopers | Quarterly / first half and annual review & audit, review of internal accounting management system (including audit of internal control over financial reporting) | 760 | 10,505 | ||||||
January 1 to December 31, 2015 |
Samil PricewaterhouseCoopers | Quarterly / first half and annual review & audit, review of internal accounting management system (including audit of internal control over financial reporting) | 760 | 9,947 |
(1) | Excluding value-added taxes. |
4.2. Public Company Accounting Oversight Board ( PCAOB ) Audit Services
Period |
Auditor | Activity | Service Period | Compensation (1) | ||||||
(in millions of Won) | ||||||||||
January 1 to June 30, 2017 |
Samil
PricewaterhouseCoopers |
PCAOB audit of
consolidated financial statements and internal control over financial reporting |
May 1, 2017 to
April 30, 2018 |
540 | ||||||
January 1 to December 31,
|
Samil
PricewaterhouseCoopers |
PCAOB audit of
consolidated financial statements and internal control over financial reporting |
May 1, 2016 to
April 30, 2017 |
459 | ||||||
January 1 to December 31,
|
Samil
PricewaterhouseCoopers |
PCAOB audit of
consolidated financial statements and internal control over financial reporting |
May 1, 2015 to
April 30, 2016 |
459 |
(1) | Excluding value-added taxes. |
25
5. | Corporate Governance and Affiliated Companies |
5.1. | Board of Directors & Committees under the Board |
As of June 30, 2017, our board of directors consisted of nine directors, comprising one executive director, one non-standing director and seven non-executive directors. The following committees currently serve under our board of directors:
| Audit Committee; |
| Risk Management Committee; |
| Evaluation & Compensation Committee; |
| Non-Executive Director Nominating Committee; |
| Corporate Governance Committee; and |
| Audit Committee Member Nominating Committee. |
For the list of our directors, see 6. Directors, Senior Management and Employees 6.1. Executive Directors, 6.2. Non-standing Directors and 6.3. Non-executive Directors below.
5.2. | Audit Committee |
The audit committee oversees our financial reporting and approves the appointment of our independent auditors and internal compliance officers. The committee also reviews our financial information, auditors examinations, key financial statement issues, the plans and evaluation of internal controls and the administration of our financial affairs by the board of directors. In connection with the general meetings of shareholders, the committee examines the agenda for, and financial statements and other reports to be submitted by, the board of directors to each general meeting of shareholders. The committee holds regular meetings every quarter and on an as-needed basis.
5.3. | Compensation to Directors |
5.3.1. | Total Amount Approved at the Meeting of Shareholders |
(Unit: in millions of Won) | ||||||||||||
Total number of persons (1) | Total amount approved at shareholders meeting (2) | Notes | ||||||||||
Registered Directors (Non-executive directors) |
9(7) | 2,500 | |
(1) | Represents the total number of applicable persons as of June 30, 2017. |
(2) | Represents the aggregate amount for all directors (including non-executive directors). Excludes compensation in the form of long-term incentive performance share grants. |
26
5.3.2. | Total Amount Paid as of June 30, 2017 |
(Unit: in millions of Won)
|
||||||||||||
Total number of persons (1) |
Total payment (2) | Average payment per person (3) | Notes | |||||||||
9 |
698 | 82 | |
(1) | Represents the total number of applicable persons as of June 30, 2017. |
(2) | Represents the total amount paid (rounded to the nearest million) for the six months ended June 30, 2017. |
(3) | Represents (i) the total amount paid (rounded to the nearest million) for the six months ended June 30, 2017, divided by (ii) the number of applicable persons for the applicable reporting period. |
Note : On a separate basis.
(1) | Represents the total number of applicable persons as of June 30, 2017. |
(2) | Represents the total amount paid (rounded to the nearest million) for the six months ended June 30, 2017. |
(3) | Represents (i) the total amount paid (rounded to the nearest million) for the six months ended June 30, 2017, divided by (ii) the number of applicable persons for the applicable reporting period. |
(4) | Payment subject to the Companys internal policies on compensation to directors. |
(5) | The total amount paid (rounded to the nearest million) to our registered director for the six months ended June 30, 2017 (including the amount paid by Kookmin Bank to our registered director who concurrently serves as the president of Kookmin Bank) is Won 850 million (Won 456 million by KB Financial Group and Won 394 million by Kookmin Bank). Such amount includes 2017 annual salary of Won 400 million (Won 216 million by KB Financial Group and Won 184 million by Kookmin Bank) and short-term performance-based incentive payments of Won 450 million (Won 240 million by KB Financial Group and Won 210 million by Kookmin Bank), which were based on performance in 2016 and paid in the first quarter of 2017. |
5.3.3. | Compensation exceeding Won 500 million Individual basis |
Compensation exceeding Won 500 million Individual Basis
No director received total compensation exceeding Won 500 million in the first half of 2017.
27
5.4. | Affiliated Companies |
5.4.1. | List of Affiliated Companies |
Affiliated companies of KB Financial Group that are first-tier subsidiaries and KB Financial Groups ownership of such companies as of June 30, 2017 are as follows.
| Kookmin Bank (100.00%) |
| KB Securities Co., Ltd. (100.00%) |
| KB Insurance Co., Ltd. (94.30%) |
| KB Kookmin Card Co., Ltd. (100.00%) |
| KB Life Insurance Co., Ltd. (100.00%) |
| KB Asset Management Co., Ltd. (100.00%) |
| KB Capital Co., Ltd. (79.70%) |
| KB Savings Bank Co., Ltd. (100.00%) |
| KB Real Estate Trust Co., Ltd. (100.00%) |
| KB Investment Co., Ltd. (100.00%) |
| KB Credit Information Co., Ltd. (100.00%) |
| KB Data Systems Co., Ltd. (100.00%) |
28
6. | Directors, Senior Management and Employees |
6.1. | Executive Directors |
As of June 30, 2017, we had one executive director. The name, position and the end of the term of our executive director and the number of shares of KB Financial Groups common stock he owned as of June 30, 2017 are set forth below.
Name |
Date of Birth | Position | Common Shares Owned | End of Term | ||||||||||||
Jong Kyoo Yoon |
October 1955 | Chairman & Chief Executive Officer | 10,000 | November 20, 2017 |
6.2. | Non-standing Directors |
As of June 30, 2017, we had one non-standing director. The name, position and the end of the term of our non-standing director and the number of shares of KB Financial Groups common stock he owned as of June 30, 2017 are set forth below.
Name |
Date of Birth | Position | Common Shares Owned | End of Term | ||||||||||||
Hong Lee |
April 1958 | Non-standing Director | 459 |
|
2018 Annual General
Shareholders Meeting |
(AGM) |
6.3. | Non-executive Directors |
Our non-executive directors, the end of their terms and the number of shares of KB Financial Groups common stock they respectively owned as of June 30, 2017 are as follows.
Name |
Date of Birth | Position |
Common
Shares Owned |
End of Term | ||||||
Young Hwi Choi |
October 1945 | Non-executive Director | | March 23, 2018 | ||||||
Stuart B. Solomon |
July 1949 | Non-executive Director | | March 23, 2019 | ||||||
Suk Ryul Yoo |
April 1950 | Non-executive Director | | March 23, 2018 | ||||||
Michael Byungnam Lee |
September 1954 | Non-executive Director | 1,020 | March 23, 2018 | ||||||
Jae Ha Park |
November 1957 | Non-executive Director | | March 23, 2018 | ||||||
Eunice Kyonghee Kim |
March 1959 | Non-executive Director | | March 23, 2018 | ||||||
Jongsoo Han |
October 1960 | Non-executive Director | | March 23, 2018 |
6.4. | Senior Management |
In addition to our executive director who is also our executive officer, we currently have the following sixteen executive officers as of June 30, 2017.
Name |
Date of Birth |
Position |
Common Shares Owned | End of Term | ||||||
Ok Chan Kim |
July 1956 |
President & Chief Operating Officer |
6,374 | November 20, 2017 | ||||||
Ki Heon Kim |
October 1955 |
Deputy President and Chief Information Technology Officer |
| December 31, 2017 | ||||||
Dong Cheol Lee |
October 1961 |
Deputy President and Chief Strategy Officer |
600 | December 31, 2017 | ||||||
Jeong Rim Park |
November 1963 |
Deputy President; Wealth Management Planning Department |
540 | December 31, 2017 | ||||||
Kwi Sang Jun |
July 1960 |
Deputy President; Corporate and Investment Banking Planning Department |
167 | December 31, 2017 | ||||||
Ki Hwan Kim |
March 1963 |
Senior Managing Director and Chief Risk Management Officer |
321 | December 31, 2017 |
29
Young-Tae Park |
December 1961 |
Senior Managing Director and Chief Data Officer |
450 | December 31, 2017 | ||||||
Jae Hong Park |
April 1967 |
Senior Managing Director and Chief Global Strategy Officer |
| December 31, 2017 | ||||||
Hong Seob Shin |
September 1962 |
Senior Managing Director and Chief Public Relation Officer |
580 | December 31, 2017 | ||||||
Kyung Yup Cho |
September 1961 |
Senior Managing Director; KB Research |
800 | December 31, 2017 | ||||||
Jae Keun Lee |
May 1966 |
Managing Director and Chief Financial Officer |
119 | December 31, 2018 | ||||||
Chang Kwon Lee |
November 1965 |
Managing Director; Strategic Planning Department |
| December 31, 2018 | ||||||
Dong Whan Han |
January 1965 |
Managing Director and Chief Future Innovation Officer |
100 | December 31, 2018 | ||||||
Chai Hyun Sung |
September 1965 |
Managing Director and Chief Human Resources Officer |
581 | December 31, 2018 | ||||||
Pil Kyu Im |
March 1964 |
Managing Director and Chief Compliance Officer |
445 | January 10, 2018 | ||||||
Young Hyuk Jo |
April 1963 |
Managing Director and Enforcement Officer of the Internal Audit; Audit Department |
461 | December 31, 2017 |
As of June 30, 2017, the following management also serves as senior management at our subsidiaries.
Name |
Subsidiary |
Position |
Appointment date | |||||
Jong Kyoo Yoon |
Kookmin Bank |
President and Chief Executive Officer |
November 2014 | |||||
Hong Lee |
Kookmin Bank |
Senior Executive Vice President; Shared Service Group |
January 2017 | |||||
Ki Heon Kim |
Kookmin Bank |
Senior Executive Vice President; Head of IT Group |
January 2015 | |||||
Jeong Rim Park |
Kookmin Bank |
Senior Executive Vice President; Wealth Management Group |
January 2017 | |||||
KB Securities |
Deputy President; Wealth Management Division |
January 2017 | ||||||
Kwi Sang Jun |
Kookmin Bank |
Senior Executive Vice President, Corporate Investment Banking Group |
January 2016 | |||||
KB Securities |
Deputy President; Investment Banking Division |
January 2017 | ||||||
Jae Hong Park |
Kookmin Bank |
Senior Managing Director; Global Business Division |
January 2016 | |||||
Ki Hwan Kim |
Kookmin Bank |
Senior Managing Director; Risk Management Group |
January 2016 | |||||
Hong Seob Shin |
Kookmin Bank |
Senior Managing Director; Consumer Brand Strategy Group |
January 2016 | |||||
Dong Whan Han |
Kookmin Bank |
Managing Director; Future Channel Group |
January 2017 | |||||
Dong Cheol Lee |
KB Securities |
Non-standing Director |
December 2016 | |||||
Jae Keun Lee |
KB Insurance |
Non-standing Director |
March 2017 | |||||
Kookmin Card |
Non-standing Director |
February 2017 |
As of June 30, 2017, the following non-executive director also served as a director at another company.
Name |
Company | Position | Appointment date | |||||||
Suk Ryul Yoo |
Jungmok Co., Ltd. | CEO | December 2013 |
30
6.5. | Employees |
The following table shows information regarding our employees as of June 30, 2017.
(Unit: in millions of Won)
|
||||||||||||||||
Number of
Employees |
Average Tenure of
Employees (months) |
Total Amount of Annual Salaries |
Average Annual Salary
per Person (1) |
|||||||||||||
Total |
160 | 33 | 9,259 | 58 |
(1) | Represents (i) the total amount paid for the six months ended June 30, 2017 divided by (ii) the total number of employees as of June 30, 2017. |
31
7. | Major Shareholders and Related Party Transactions |
7.1. | Major Shareholders |
The following table presents information regarding holders of 5% or more of our total issued shares as of June 30, 2017.
(Unit: shares, %)
|
||||
Name |
Number of Shares of Common Stock |
Percentage of Total Issued Shares (1) |
||
Korean National Pension Service |
40,950,453 | 9.79 | ||
JP Morgan Chase Bank, N.A. (2) |
27,799,276 | 6.65 |
(1) | Calculated based on 418,111,537 shares of our common stock issued and outstanding as of April 24, 2017. |
(2) | Depositary under the Companys ADR program. The voting rights are held by ADR holders. |
7.2. | Changes in the Largest Shareholder |
(1) | Based on 418,111,537 total issued shares of common stock for dates on or after October 19, 2016, and 386,351,693 total issued shares of common stock for dates prior to October 19, 2016. |
7.3. | Employee Stock Ownership Association |
32
KB Kookmin Card Co., Ltd. |
90,197 | Common Stock | ||||||
KB Life Insurance Co., Ltd. |
7,976 | Common Stock | ||||||
KB Asset Management Co., Ltd. |
3,315 | Common Stock | ||||||
KB Capital Co., Ltd. |
| | ||||||
KB Savings Bank Co., Ltd. |
556 | Common Stock | ||||||
KB Real Estate Trust Co., Ltd. |
4,066 | Common Stock | ||||||
KB Investment Co., Ltd. |
865 | Common Stock | ||||||
KB Credit Information Co., Ltd. |
5,702 | Common Stock | ||||||
KB Data Systems Co., Ltd. |
7,975 | Common Stock | ||||||
|
|
|
|
|||||
Total |
1,762,305 | Common Stock | ||||||
|
|
|
|
7.4. | Investments in Certain Affiliated Companies |
(1) | Based on K-IFRS (on a separate basis) |
33
7.5. | Related Party Transactions |
7.5.1. Purchase of capital securities issued by KB Capital Co., Ltd.
34
7.5.2. Purchase of Liiv trademark from Kookmin Bank
Counterparty | Kookmin Bank | |
Transaction Type | Purchase of an asset | |
Transaction Date | April 13, 2017 | |
Transaction Object | Domestic and overseas trademark of Liiv, a mobile brand | |
Purpose | To generate synergy by promoting mobile brands at the group level | |
Transaction Price | Won 146 million (excluding value-added taxes) | |
Others | The Transaction Price was calculated based on the actual levels of expenditure made by Kookmin Bank in connection with the trademark and reflects the opinion of an external accounting firm. |
35
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
KB Financial Group Inc. |
||||||
(Registrant) | ||||||
Date: August 14, 2017 |
By: /s/ Jae Keun Lee |
|||||
(Signature) | ||||||
Name: | Jae Keun Lee | |||||
Title: | Managing Director and Chief Financial Officer |
36
1 Year KB Financial Chart |
1 Month KB Financial Chart |
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